No Guarantor may Clause Samples

No Guarantor may. (1) consolidate with or merge with or into any person, or (2) sell, convey, transfer or dispose of, all or substantially all its assets, in one transaction or a series of related transactions, to any person, unless (A) the other person is Borrower or any Restricted Subsidiary that is Guarantor or becomes a Guarantor concurrently with the transaction; or (B) (1) either (x) a Guarantor is the continuing person or (y) the resulting, surviving or transferee person expressly assumes all of the obligations of the Guarantor under its Guarantee and the Loan Documents; and (2) immediately after giving effect to the transaction, no Default has occurred and is continuing; or (C) the transaction constitutes a sale or other disposition (including by way of consolidation or merger) of the Guarantor or the sale or disposition of all or substantially all the assets of the Guarantor (in each case other than to Borrower or a Restricted Subsidiary) otherwise permitted by this Agreement.
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Related to No Guarantor may

  • No Guaranty Nothing set forth in this Section 4.02 constitutes a guarantee by Company that the Aircraft at any time will have any particular value, useful life or residual value.

  • No Guarantee Each Party shall carry out the tasks assigned to it in this Project and this Agreement with care and diligence. Nevertheless, no guarantee is given that any expected Results will be achieved, or that Results are fit for any particular purpose, or that Results generated in the Project do not infringe rights of third parties, or that patent applications result in granted patents. Parties shall not create or develop any technology for the Project that knowingly infringes any third party intellectual property rights. For the avoidance of doubt, neither Parties’ obligations in this respect comprise conducting patent searches.

  • No Guaranties The Lessee shall not assume, guarantee, endorse, contingently agree to purchase or otherwise become directly or contingently liable (including, without limitation, liable by way of agreement, contingent or otherwise, to purchase, to provide funds for payment, to supply funds to or otherwise to invest in any debtor or otherwise to assure any creditor against loss) in connection with any Indebtedness of any other Person, except by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

  • No Guarantees The District will make good faith efforts to protect children from improper or harmful matter which may be on the Internet. At the same time, in signing this agreement, the parent and Student recognize that the District makes no guarantees about preventing improper access to such materials on the part of the Student.

  • No Guaranteed Work Work authorizations are issued at the discretion of the State. While it is the State's intent to issue work authorizations hereunder, the Engineer shall have no cause of action conditioned upon the lack or number of work authorizations issued.